TENAX THERAPEUTICS, INC. | Business Contracts

DESCRIPTION OF THE REGISTRANTS SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 (Filed With SEC on March 31, 2023)

Lease Termination Agreement, dated as of February 7, 2023 (Filed With SEC on February 10, 2023)

Warrant Agency Agreement, dated as of February 3, 2023, by and between Tenax Therapeutics, Inc. and Direct Transfer LLC (Filed With SEC on February 7, 2023)

Form of Pre-Funded Common Stock Purchase Warrant (Filed With SEC on February 7, 2023)

Form of Common Stock Purchase Warrant (Filed With SEC on February 7, 2023)

Placement Agency Agreement, dated as of February 3, 2023, by and between Tenax Therapeutics, Inc. and Roth Capital Partners, LLC (Filed With SEC on February 7, 2023)

Form of Securities Purchase Agreement by and between Tenax Therapeutics, Inc. and the purchasers named therein (Filed With SEC on February 7, 2023)

Form of Leak-Out Agreement by and between Tenax Therapeutics, Inc. and the persons named therein (Filed With SEC on February 7, 2023)

Form of Placement Agency Agreement by and between Tenax Therapeutics, Inc. and Roth Capital Partners, LLC, as exclusive placement agent thereunder (Filed With SEC on January 31, 2023)

Form of Warrant Agency Agreement (Filed With SEC on January 31, 2023)

Form of Warrant (Filed With SEC on January 31, 2023)

Form of Pre-Funded Warrant (Filed With SEC on January 31, 2023)

Form of Securities Purchase Agreement (Filed With SEC on January 31, 2023)

Form of Leak-out Agreement (Filed With SEC on January 31, 2023)

Waiver dated June 13, 2022 (Filed With SEC on June 16, 2022)

Tenax Therapeutics, Inc. 2022 Stock Incentive Plan (Filed With SEC on June 10, 2022)

Form of Tenax Therapeutics, Inc. Notice of Stock Option Grant and Award Agreement (Filed With SEC on June 10, 2022)

Form of Pre-Funded Warrant (2022) (Filed With SEC on May 20, 2022)

Form of Series E Common Stock Warrant (2022) (Filed With SEC on May 20, 2022)

Warrant Amendment Agreement, dated as of May 17, 2022, by and between the Company and the Investor (Filed With SEC on May 20, 2022)

Securities Purchase Agreement for Units, dated as of May 17, 2022, by and between the Company and the Investor (Filed With SEC on May 20, 2022)

Registration Rights Agreement, dated as of May 17, 2022, by and between the Company and the Investor (Filed With SEC on May 20, 2022)

Description of Common Stock (Filed With SEC on March 29, 2022)

Consulting Agreement dated October 14, 2021, by and between Tenax Therapeutics, Inc. and Danforth Advisors, LLC (Filed With SEC on March 29, 2022)

Separation and Release Agreement dated October 14, 2021, by and between Tenax Therapeutics, Inc. and Michael B. Jebsen (Filed With SEC on March 29, 2022)

Consulting Agreement dated October 14, 2021, by and between Tenax Therapeutics, Inc. and Michael B. Jebsen (Filed With SEC on March 29, 2022)

Amendment to the License Agreement of September 20, 2013 by and between Tenax Therapeutics, Inc. and Orion Corporation, dated as of January 25, 2022 (Filed With SEC on January 28, 2022)

CONSULTING AGREEMENT (Filed With SEC on November 15, 2021)

SEPARATION AND RELEASE AGREEMENT (Filed With SEC on November 15, 2021)

CONSULTING AGREEMENT (Filed With SEC on November 15, 2021)

Amendment No. 2 to 2016 Stock Incentive Plan (Filed With SEC on August 16, 2021)

Form of Unregistered Pre-Funded Warrant (2021) (Filed With SEC on July 8, 2021)

Form of Unregistered Warrant (2021) (Filed With SEC on July 8, 2021)

Form of HCW Warrant (2021) (Filed With SEC on July 8, 2021)

Securities Purchase Agreement for Unregistered Pre-Funded Warrant, dated as of July 6, 2021 by and between the Company and the Investor (Filed With SEC on July 8, 2021)

Registration Rights Agreement dated as of July 6, 2021 by and between the Company and the Investor (Filed With SEC on July 8, 2021)

Separation and General Release Agreement with Anthony A. DiTonno dated July 6, 2021 (Filed With SEC on July 8, 2021)

Executive Employment Agreement with Christopher T. Giordano dated July 6, 2021 (Filed With SEC on July 8, 2021)

Plan for Employee Inducement Stock Options adopted July 6, 2021 with Form of Stock Option Agreement (Filed With SEC on July 8, 2021)

Description of Common Stock (Filed With SEC on March 31, 2021)

Agreement and Plan of Merger among PHPrecisionMed Inc., Tenax Therapeutics, Inc., Life Newco II, Inc., and Dr. Stuart Rich dated January 15, 2021 (Filed With SEC on January 19, 2021)

Certificate of Designation of Series B Convertible Preferred Stock (Filed With SEC on January 19, 2021)

Employment Agreement with Dr. Stuart Rich dated January 15, 2021 (Filed With SEC on January 19, 2021)

Amendment to License Agreement, dated as of October 9, 2020, by and between Tenax Therapeutics, Inc. and Orion Corporation (Filed With SEC on October 15, 2020)

Form of Pre-Funded Warrant (Filed With SEC on July 8, 2020)

Form of Unregistered Warrant (Filed With SEC on July 8, 2020)

Form of Placement Agent Warrant (Filed With SEC on July 8, 2020)

Form of Securities Purchase Agreement for Class C Units and Class D Units, dated as of July 6, 2020, by and between the Company and the Investor (Filed With SEC on July 8, 2020)

Form of Securities Purchase Agreement for Class E Units and Class F Units, dated as of July 6, 2020, by and between the Company and the Investor (Filed With SEC on July 8, 2020)

Form of Registration Rights Agreement, dated as of July 6, 2020, by and between the Company and the Investor (Filed With SEC on July 8, 2020)

Note, dated April 30, 2020, between Tenax Therapeutics, Inc. and First Horizon Bank (Filed With SEC on May 15, 2020)

Form of Pre-Funded Warrant (Filed With SEC on March 13, 2020)

Form of Unregistered Warrant (Filed With SEC on March 13, 2020)

Form of Placement Agent Warrant (Filed With SEC on March 13, 2020)

Form of Securities Purchase Agreement, dated as of March 11, 2020, by and between the Company and the Investor (Filed With SEC on March 13, 2020)

Amendment No. 1 to 2016 Stock Incentive Plan (Filed With SEC on August 14, 2019)

Underwriting Agreement dated as of December 7, 2018 by and between Tenax Therapeutics, Inc. and Ladenburg Thalmann & Co. Inc (Filed With SEC on December 11, 2018)

Certificate of Designation of Series A Convertible Preferred Stock (Filed With SEC on December 11, 2018)

Representatives Warrant to Purchase Shares of Common Stock (Filed With SEC on December 11, 2018)

Form of Warrant to Purchase Shares of Common Stock (Filed With SEC on December 11, 2018)

Warrant Agency Agreement (Filed With SEC on December 11, 2018)

Form of Underwriting Agreement (Filed With SEC on December 6, 2018)

Form of Representative's Warrant to Purchase Shares of Common Stock (Filed With SEC on December 6, 2018)

Form of Warrant Agency Agreement (Filed With SEC on December 6, 2018)

Form of Certificate of Designation for Series A Preferred Stock (Filed With SEC on December 3, 2018)

Form of Warrant to Purchase Shares of Common Stock (Filed With SEC on December 3, 2018)

Form of Option issued to Non-Employee Directors under 2016 Stock Incentive Plan (Filed With SEC on August 14, 2018)

Form of Option issued to Employees and Contractors under 2016 Stock Incentive Plan (Filed With SEC on August 14, 2018)

Form of Incentive Stock Option Agreement under 2016 Stock Incentive Plan (Filed With SEC on August 14, 2018)

Employment Agreement with Anthony A. DiTonno dated June 1, 2018 (Filed With SEC on June 5, 2018)

Separation and General Release Agreement between the Company and John P. Kelley (Filed With SEC on April 7, 2017)

TENAX THERAPEUTICS, INC. NOTICE OF GRANT OF STOCK OPTION (Filed With SEC on March 16, 2017)

Tenax Therapeutics, Inc. 2016 Stock Incentive Plan (As adopted on April 21, 2016 and approved by stockholders on June 16, 2016) (Filed With SEC on August 9, 2016)

Description of Non-Employee Director Compensation (Filed With SEC on September 9, 2015)

Form of Inducement Stock Option Award (Filed With SEC on July 14, 2015)

Sales Agreement dated as of February 23, 2015, between Tenax Therapeutics, Inc. and Cowen and Company, LLC (Filed With SEC on July 14, 2015)

FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (Filed With SEC on June 19, 2015)

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (Filed With SEC on June 19, 2015)

Amendment No. 1 to Oxygen Biotherapeutics, Inc. 1999 Amended Stock Plan (Filed With SEC on July 29, 2014)

Amendment No. 2 to Oxygen Biotherapeutics, Inc. 1999 Amended Stock Plan (Filed With SEC on July 29, 2014)

LICENSE AND SUPPLY AGREEMENT (Filed With SEC on July 29, 2014)

9,285,714 SHARES OF COMMON STOCK (Filed With SEC on March 21, 2014)

Certificate of Designation of Series E Convertible Preferred Stock (Filed With SEC on November 19, 2013)

Employment Agreement with John Kelley dated November 13, 2013 (Filed With SEC on November 19, 2013)

Second Amended and Restated Employment Agreement with Michael Jebsen dated November 13, 2013 (Filed With SEC on November 19, 2013)

Asset Purchase Agreement by and between Oxygen Biotherapeutics, Inc., Life Newco, Inc., Phyxius Pharma, Inc., and the stockholders of Phyxius Pharma, Inc. dated October 21, 2013 (Filed With SEC on October 25, 2013)

Form of Certificate of Designation of Series E Convertible Preferred Stock (Filed With SEC on October 25, 2013)

Certificate of Designation of Series D 8% Convertible Preferred Stock (Filed With SEC on August 26, 2013)

Lock-Up Agreement (Filed With SEC on August 26, 2013)

Form of February Warrant Amendment (Filed With SEC on August 26, 2013)

Form of July Warrant Amendment (Filed With SEC on August 26, 2013)

OXYGEN BIOTHERAPEUTICS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D 8% CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE... (Filed With SEC on August 13, 2013)

COMMON STOCK PURCHASE WARRANT OXYGEN BIOTHERAPEUTICS, INC. Warrant Shares: ______Initial Exercise Date: August ____, 2013 (Filed With SEC on August 13, 2013)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on August 13, 2013)

______________, 2013 (Filed With SEC on August 13, 2013)

Certificate of Designation of Series C 8% Convertible Preferred Stock (Filed With SEC on July 25, 2013)

Form of Warrant (Filed With SEC on July 25, 2013)

Placement Agency Agreement (Filed With SEC on July 25, 2013)

Form of Securities Purchase Agreement (Filed With SEC on July 25, 2013)

Form of Securities Purchase Agreement (Filed With SEC on July 18, 2013)

Form of Warrant (Filed With SEC on July 17, 2013)

Form of Placement Agency Agreement with Ladenburg Thalmann & Co. Inc., as placement agent (Filed With SEC on July 17, 2013)

Form of Securities Purchase Agreement (Filed With SEC on July 17, 2013)

Form of Warrant (Filed With SEC on July 5, 2013)

Form of Securities Purchase Agreement (Filed With SEC on July 5, 2013)

LICENSE AND SUPPLY AGREEMENT (Filed With SEC on June 26, 2013)

SETTLEMENT AGREEMENT (Filed With SEC on June 26, 2013)

OXYGEN BIOTHERAPEUTICS, INC. (Filed With SEC on February 25, 2013)

OXYGEN BIOTHERAPEUTICS, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B-2 CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE... (Filed With SEC on February 25, 2013)

[SERIES A/B] COMMON STOCK PURCHASE WARRANT OXYGEN BIOTHERAPEUTICS, INC. (Filed With SEC on February 25, 2013)

PLACEMENT AGENCY AGREEMENT (Filed With SEC on February 25, 2013)

SECURITIES PURCHASE AGREEMENT (Filed With SEC on February 25, 2013)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on February 25, 2013)

Form of Warrant Exchange Agreement (Filed With SEC on February 25, 2013)

Form of Amendment Agreement (Filed With SEC on June 15, 2012)

Description of Non-Employee Director Compensation (Filed With SEC on March 15, 2012)

Restricted Stock Award Agreement (Filed With SEC on December 15, 2011)

Placement Agency Agreement, dated December 8, 2011, between Oxygen Biotherapeutics, Inc. and William Blair & Company, L.L.C., as placement agent (Filed With SEC on December 9, 2011)

Form of Warrant (Filed With SEC on December 9, 2011)

Form of Certificate of Designations (Filed With SEC on December 9, 2011)

Form of Securities Purchase Agreement (Filed With SEC on December 9, 2011)

Form of Lock-up Agreement (Filed With SEC on December 9, 2011)

Amendment No. 3 to Securities Purchase Agreement between the Company and Vatea Fund, dated November 14, 2011 (Filed With SEC on November 16, 2011)

Task Order between the Company and NextPharma, dated November 15, 2011 (Filed With SEC on November 16, 2011)

Termination Agreement between the Company and Hospira, dated August 30, 2011 (Filed With SEC on November 16, 2011)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on July 15, 2011)

EMPLOYMENT AGREEMENT (Filed With SEC on July 15, 2011)

RESIGNATION OF EMPLOYMENT AND CONSULTING AGREEMENT (Filed With SEC on July 15, 2011)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on July 15, 2011)

FORM OF INDEMNIFICATION AGREEMENT (Filed With SEC on July 15, 2011)

MASTER AGREEMENT (Filed With SEC on March 21, 2011)

AMENDMENT No. 1 TO MASTER AGREEMENT (Filed With SEC on March 21, 2011)

CONCOURSE ASSOCIATES, LLC OFFICE LEASE (Filed With SEC on March 21, 2011)

SEVERANCE AGREEMENT AND GENERAL RELEASE (Filed With SEC on December 9, 2010)

EMPLOYMENT AGREEMENT (Filed With SEC on December 9, 2010)

OXYGEN BIOTHERAPEUTICS, INC. PROMISSORY NOTE (Filed With SEC on October 13, 2010)

OXYGEN BIOTHERAPEUTICS, INC. NOTE PURCHASE AGREEMENT (Filed With SEC on October 13, 2010)

DESCRIPTION OF NON-EMPLOYEE DIRECTOR COMPENSATION (Filed With SEC on July 23, 2010)

PLACEMENT AGENCY AGREEMENT May 4, 2010 (Filed With SEC on May 4, 2010)

Form of Warrant (Filed With SEC on May 4, 2010)

FORM OF SUBSCRIPTION AGREEMENT (Filed With SEC on May 4, 2010)

SUPPLY AGREEMENT with (Filed With SEC on March 19, 2010)

AMENDMENT No. 1 TO EXCLUSIVE LICENSE AGREEMENT (Filed With SEC on March 19, 2010)

AMENDMENT NO. 2 to the Exclusive License Agreementbetween VIRGINIA COMMONWEALTH UNIVERSITY INTELLECTUAL PROPERTY FOUNDATION and (Filed With SEC on March 19, 2010)

WAIVER CONVERTIBLE NOTE (Filed With SEC on March 19, 2010)

AMENDMENT - COMMON STOCK PURCHASE WARRANT (Filed With SEC on March 19, 2010)

DEVELOPMENT AND SUPPLY AGREEMENT (Filed With SEC on August 12, 2009)

Oxygen Biotherapeutics, Inc., 3189 Airway Avenue, Building C (Filed With SEC on August 12, 2009)

Page 2 (Filed With SEC on August 12, 2009)

EMPLOYMENT AGREEMENT (Filed With SEC on August 12, 2009)

EXCLUSIVE LICENSE AGREEMENT (Filed With SEC on September 22, 2008)

COMMON STOCK PURCHASE WARRANT To Purchase 500,000 Shares of Common Stock of SYNTHETIC BLOOD INTERNATIONAL, INC. (Filed With SEC on September 22, 2008)

CONSULTING AGREEMENT (Filed With SEC on September 22, 2008)

ToPurchase Shares of Common Stock of SYNTHETIC BLOOD INTERNATIONAL, INC. (Filed With SEC on September 22, 2008)

COMMON STOCKPURCHASE WARRANT To Purchase Shares of Common Stock of SYNTHETIC BLOOD INTERNATIONAL, INC. (Filed With SEC on August 13, 2008)

OXYGEN BIOTHERAPEUTICS, INC. (Formerly Synthetic Blood International, Inc.) (Filed With SEC on August 13, 2008)

Synthetic Blood International, Inc. 3189 Airway Avenue, Building C (Filed With SEC on August 13, 2008)

BUSINESS CONSULTANT AGREEMENT (Filed With SEC on August 13, 2008)

EMPLOYMENT AGREEMENT (Filed With SEC on August 13, 2008)

Synthetic Blood International, Inc. 3189 Airway Avenue, Building C (Filed With SEC on August 13, 2008)

Summary Term Sheet (Filed With SEC on January 7, 2008)

AGREEMENT (Filed With SEC on August 13, 2004)

ASSIGNMENT OF INTEREST (Filed With SEC on August 13, 2004)

LICENSE AGREEMENT (Filed With SEC on August 13, 2004)

SYNTHETIC BLOOD INTERNATIONAL, INC. 1999 STOCK PLAN (Filed With SEC on August 13, 2004)

SYNTHETIC BLOOD INTERNATIONAL, INC. INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on August 13, 2004)

SYNTHETIC BLOOD INTERNATIONAL, INC. STOCK OPTION AGREEMENT (Filed With SEC on August 13, 2004)

SYNTHETIC BLOOD INTERNATIONAL, INC. STOCK WARRANT AGREEMENT (Filed With SEC on August 13, 2004)

OFFSHORE RESTRICTED SECURITIES SUBSCRIPTION AGREEMENT (Filed With SEC on August 13, 2004)

EMPLOYMENT AGREEMENT (Filed With SEC on August 13, 2004)

SYNTHETIC BLOOD INTERNATIONAL, INC. STOCK OPTION AGREEMENT (Filed With SEC on July 26, 2002)

SYNTHETIC BLOODINTERNATIONAL, INC. STOCK OPTION AGREEMENT (Filed With SEC on July 26, 2002)

TENAX THERAPEUTICS, INC. (180)